For each Taylor Nelson (TNS (NYSE: TNS) ) share, WPP is offering 173p in cash plus 0.1889 of a WPP share.
Based on last night’s closing price of 464p per WPP share, the offer values each TNS share at 260.6p and the entire issued share capital of TNS at £1,082m.
The terms represent a 52% premium over the closing price of TNS on 28 April, the day before TNS announced its proposed merger with German firm GfK (Xetra: 587530 - news) and a 21% premium over the closing price of TNS on 2 May, the day before WPP made its first merger
proposal to TNS. The offer will include a mix and match facility that will allow accepting TNS shareholders to vary the proportion of cash and shares they receive, subject to offsetting amounts being chosen by other shareholders.
The combined group would offer the opportunity to generate improvements in margins through the elimination of duplicated activities and infrastructure. WPP expects these improvements to generate pre-tax cost synergies of at least £52m per annum by 2011.
WPP projects that the acquisition would be earnings neutral by the second full year of ownership and earnings enhancing thereafter.
Source:http://uk.biz.yahoo.com/080709/214/i2y5c.html

